Splash Beverage Group Files 8-K for Corporate Changes

TL;DR

Splash Beverage Group is shaking things up internally with leadership and charter changes effective Sept 25.

AI Summary

Splash Beverage Group, Inc. announced on September 25, 2025, a change in its corporate structure and leadership. The company filed an 8-K detailing amendments to its articles of incorporation and bylaws, alongside changes in its board of directors and officer appointments. These changes are effective as of September 25, 2025.

Why It Matters

This filing indicates significant internal restructuring and potential shifts in strategic direction for Splash Beverage Group, which could impact its operational focus and market position.

Risk Assessment

Risk Level: medium — Corporate restructuring and leadership changes can introduce uncertainty regarding future strategy and execution.

Key Players & Entities

• SPLASH BEVERAGE GROUP, INC. (company) — Registrant
• September 25, 2025 (date) — Effective date of reported events
• Nevada (jurisdiction) — State of incorporation
• 001-40471 (filing_id) — SEC File Number

FAQ

Key Financial Figures

• $0.001 — ection 12(b) of the Act: Common Stock, $0.001 par value SBEV NYSE American LLC

Filing Documents

• e6910_8-k.htm (8-K) — 45KB
• e6910_ex3-1.htm (EX-3.1) — 7KB
• e6910_ex10-1.htm (EX-10.1) — 80KB
• 0001731122-25-001337.txt ( ) — 325KB
• sbev-20250925.xsd (EX-101.SCH) — 3KB
• sbev-20250925_lab.xml (EX-101.LAB) — 33KB
• sbev-20250925_pre.xml (EX-101.PRE) — 22KB
• e6910_8-k_htm.xml (XML) — 4KB

02 Departure of Directors or Certain Officers;

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. (e) 2025 Equity Incentive Plan On September 25, 2025, the Board of Directors (the "Board") of Splash Beverage Group, Inc., a Nevada corporation (the "Company") approved and adopted the 2025 Equity Incentive Plan (the "Plan"). The Plan is effective subject to shareholder approval in accordance with the Rules of The Nasdaq Stock Market, LLC. The plan will be effective upon stockholder approval, and will remain in effect until September 25, 2035, unless the Board terminates the Plan before expiration. The principal features of the Plan are summarized below, which summary is qualified in its entirety by reference to the full text of the Plan, a copy of which is included as Exhibit 10.1. Background The Plan provides for the grant of incentive stock options ("ISOs"), non-qualified stock options, restricted stock awards, restricted stock units ("RSUs") and stock appreciation rights ("SARs"). Awards may be granted under the Plan to our employees, directors and independent contractors. The purpose of the Plan is to enhance the ability of the Company to attract and retain qualified employees, consultants, Officers and directors, by creating incentives and rewards for their contributions to the success of the Company and its subsidiaries. Available Shares; Limits on Awards The total number of shares of our common stock which may be issued under the Plan is no more than 15% of the outstanding shares of common stock outstanding on a fully diluted basis (the "Share Reserve"). The Share Reserve will automatically increase on January 1 of each year for a period of seven years beginning on January 1, 2026, and ending on January 1, 2032, in an amount equal to 5% of the total number of shares of common stock outstanding on December 31 of the preceding calendar year on a fully diluted basis. The Board may determine tha

03 Amendments to Articles of Incorporation

Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year. On September 25, 2025, the Board approved and adopted amendments to the Company's Bylaws (the "Amendments"). The Bylaw Amendments are summarized as follows: (i) provide that the quorum requirement for shareholders' meetings shall be one-third of the outstanding voting power; and (ii) provide that if a quorum is present, the affirmative vote of a majority of votes cast shall be an act of the shareholders unless a different voting standard is required by applicable law; (iii) provide for roles and duties of the Chief Executive Officer and President which are consistent with the Company's current management structure and (iv) remove a special notice timing requirement for the mailing of notice relating to an increase in authorized shares. The Amendments became effective upon their adoption on September 25, 2025. The foregoing description of the Amendment does not purport to be complete and is qualified in its entirety by reference to the full text of the Amendment, a copy of which is filed as Exhibit 3.1 to this Current Report on Form 8-K and is incorporated herein by reference.

01 Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits. (d) Exhibits. Exhibit # Exhibit Description 3.1 September 25, 2025, Amendment to Company Bylaws 10.1 2025 Equity Incentive Plan SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. Date: October 1, 2025 SPLASH BEVERAGE GROUP, INC. By: /s/ Robert Nistico Robert Nistico, Chief Executive Officer

View Full Filing

View this 8-K filing on SEC EDGAR